Director/PDMR Shareholding

BAE SYSTEMS PLC
18 September 2006



Share Interest - Persons Discharging Managerial Responsibility ('PDMRs')

The rules of the Company's Performance Share Plan ('PSP') and Share Option Plan
(2001) ('Option Plan') provide for the Remuneration Committee of the Board to
determine that PSP and Option Plan awards granted previously to non-UK employees
in the form of Stock Appreciation Rights ('SARs') shall on exercise be settled
in shares rather than cash (all other terms and conditions being unaffected).
Following the exercise of such discretion, Tom Rabaut and Walt Havenstein,
employees designated as PDMRs for the purposes of the Listing Rules, have with
effect from 18 September 2006 the following interests in shares:



Tom Rabaut


PSP


Date of Award            Number of Shares         Date Exercisable
                                                  From

24/06/2005               116,491                  24/06/2008
Option Plan



Date of Grant            Number of Options        Option Price             Period Exercisable

24/06/2005               314,526                  £2.83                    24/06/2008 - 24/06/2015


Walt Havenstein


PSP


Date of Award            Number of Shares         Date Exercisable
                                                  From

30/09/2003               96,811                   30/09/2006
30/03/2004               79,363                   30/03/2007
24/03/2005               60,633                   24/03/2008
22/12/2005               9,949                    22/12/2008
Option Plan


Date of Grant            Number of Options        Option Price             Period Exercisable

30/09/2003               145,217                  £1.72                    30/09/2006 - 30/09/2013
30/03/2004               119,044                  £2.01                    30/03/2007 - 30/03/2014
24/03/2005               90,949                   £2.64                    24/03/2008 - 24/03/2015
22/12/2005               14,923                   £3.56                    22/12/2008 - 22/12/2015



18 September 2006


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